EXHIBIT 99

                                 CODE OF ETHICS






                                                                      Exhibit 99

             CODE OF ETHICS FOR THE PRINCIPAL EXECUTIVE OFFICER AND
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                          SENIOR FINANCIAL OFFICERS OF
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                          FIRST MIDWEST FINANCIAL, INC.
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Introduction
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This Code of Ethics for the  Principal  Executive  Officer and Senior  Financial
Officers (the "Code of Ethics") has been adopted by the Board of Directors  (the
"Board") of First Midwest  Financial Inc. (the  "Company") to promote honest and
ethical conduct, full, fair, accurate,  timely and understandable  disclosure of
information in the Company's  periodic and other public reports,  and compliance
with applicable  laws,  rules, and regulations by the Company's Senior Financial
Officers.

Senior Financial Officers
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As used in this Code of Ethics,  the term  Senior  Financial  Officer  means the
Company's  Chief  Executive  Officer,  Chief  Financial  Officer,  Controller or
Principal Accounting Officer, and any other persons performing similar functions
for the Company.

Code of Ethics
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In performing his or her duties, each of the Senior Financial Officers must:

     1.   Maintain  high  standards of honest and ethical  conduct and avoid any
          actual  or  apparent   conflicts  of  interest  between  personal  and
          professional relationships;

     2.   Report to the Audit  Committee  of the Board any  conflict of interest
          that may arise  and any  material  transaction  or  relationship  that
          reasonably could be expected to give rise to a conflict of interest;

     3.   Provide, or cause to be provided,  full, fair,  accurate,  timely, and
          understandable  disclosure in reports and  documents  that the Company
          files with or submits to the Securities and Exchange Commission and in
          other public communications;

     4.   Comply and take all reasonable  actions to cause others to comply with
          applicable laws, rules, and regulations; and

     5.   Promptly  report  violations  of this  Code  of  Ethics  to the  Audit
          Committee.

Waiver or Amendments
--------------------

Any request for waiver of any provision of this Code of Ethics must be submitted
in writing to the Company's Audit Committee.  Waivers may only be granted by the
Audit  Committee.  This Code of Ethics may only be  amended  by the  Board.  Any
waiver or  amendment  of this Code of Ethics will be promptly  disclosed  on the
Company's  Internet  website,  a Current  Report on Form 8-K or any other  means
approved by the Securities and Exchange Commission.

Compliance and Accountability
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The Audit  Committee  will assess  compliance  with this Code of Ethics,  report
material violations to the Board, and recommend to the Board appropriate action,
which may include, but is not limited to, reprimand and/or dismissal.